How to handle business contracts under a no-deal Brexit
One of the legal areas where Brexit will have a significant impacts is contract management. How can your legal team prepare for a no-deal Brexit with regards to contracts?
With the deadline to negotiate the terms of UK’s exit postponed for 31st of October, still no deal has been approved upon and it appears as though the chance of a no-deal Brexit is increasingly likely. Following the UK’s decision to leave the EU, talk of pending legal and regulatory changes has created a climate of uncertainty. How will laws change and what effect will changes have on your business?
While many businesses are waiting for clarity, legal departments are in a unique position to demonstrate leadership by preparing the business for a no-deal Brexit scenario. One of the legal areas where Brexit will have a significant impacts is contract management. How can your legal team prepare for a no-deal Brexit with regards to contracts?
Accurate oversight on contracts
1. Access and audit contracts for key clauses
In order to communicate the impact a no-deal Brexit has on your contracts and take action, in-house legal counsel will need to quickly access and audit contracts for key clauses. Experts recommend to audit commercial contracts to assess if a no-deal Brexit may effect enforceability and to include a Brexit clause in your new commercial contracts. Legal departments that have all of their legal information organized digitally in a single place will be able to do this efficiently and accurately, without wasting time chasing down contracts. Teams that are supported by smart contract management tools, with clear processes, will certainly have the upper-hand over those using manual, or ad-hoc processes.
2. Protect contracts from risk
In-house lawyers must work to protect contracts from risk. To prepare for Brexit effectively, in-house lawyers will need to check existing contracts for EU jurisdiction-exclusive clauses, and negotiate new contracts with necessary addenda to deal with the impact of Brexit on the business. Most importantly, GCs will need to assess the impact of the non-applicability of the Recast Brussels Regulation Regulation1 on jurisdiction, recognition and enforcement of judgments in civil and commercial matters. Since the regulation will no longer apply to UK courts after Brexit, GCs will need to review contract jurisdiction clauses to limit the risk of facing multi-jurisdictional claims in several EU countries post-Brexit. In-house legal counsel will also need to evaluate who will bear the Brexit risk and update internal governance on contracts.
3. Work with key stakeholders on strategic business matters
If the legal department has all risks in scope, they will be in a unique position to help on strategic business matters. Because of the Brexit the business inevitable starts making changes to, for example, the supply chain and comes to legal for help. When that happens legal will be ready to act immediately.
To accomplish that, in-house lawyers will need to be able to quickly access contracts, search for key clauses, assign tasks to implement controls and establish governance to comply with new policies and regulations.
The climate of uncertainty will persist until formal negotiations between the UK and EU conclude, but this does not prevent UK companies from developing a game plan to deal with changes when they come. By proactively assessing your current exposure to Brexit-related risks, General Counsel can play a strategic role in helping the business deal with Brexit uncertainty in a timely manner.
To be ready to deal with change, legal teams need to be adopt structured systems and processes to generate insights, communicate the impact of legal, regulatory and contractual changes to stakeholders and be involved in making strategic decisions that will drive business success. If you want to know more about the effects of the Brexit on the legal department download our whitepaper.
With Legisway (former named effacts) all-in-one legal management solutions, you can store, track and report on all of your legal information is a single system, assess your contract, compliance and data privacy risks, involve stakeholders, delegate tasks and establish new governance. Armed with insights on all your corporate legal matters, you can assume a more proactive role and navigate your business through this period of unprecedented change towards success.